Employment Agreement

EMPLOYEEMENT AGREEMENT by and between _ (Company), and _

(Employee).

For good consideration, Company shall employ and the

Employee agrees to be employed on the following terms:


1. EFFECTIVE DATE:

Employment shall commence on _, 20_, time being

of the essence.


2. DUTIES:

Employee agrees to perform the following duties:

(Describe general duties, or attach job description)

_


Employee shall also perform such further duties as are

incidental or implied from the foregoing, consistent with the

background, training and qualifications of Employee or may be

reasonably delegated as being in the best interests of the

Company. The Employee shall devote full time to his employment

and expend best efforts on behalf of Company. Employee further

agrees to abide by all reasonable Company policies and

decisions now or hereinafter existing.


3. TERM:

The Employee's employment shall continue for a period

of (_) years, beginning on the effective date of this

agreement and ending on _, 20_.


4. COMPENSATION:

The Employee shall be paid the following compensation:

a) Annual Salary: $_, paid on the payroll schedule

existing for other employees.

b) Such bonuses, vacations, sick leave, retirement

benefits and expense accounts as stated in the

Company manual for other management personnel or as

may be decided by the Company if said items are

discretionary with the Company.
5. TERMINATION:

This agreement may be earlier terminated upon:

a) Death of Employee or illness or incapacity that

prevents Employee from substantially performing for

(_) continuous months or in excess of (_) aggregate

working days in any calendar year.

b) Breach of agreement by Employee.


6. MISCELLANEOUS:

a) Employee agrees to execute a non-compete agreement

as annexed hereto.

b) Employee agrees to execute a confidential

information and invention assignment agreement as

annexed hereto.

c) This agreement shall not be assignable by either

party, provided that upon any sale of the business

by Company, the Company may assign this agreement to

its successor or employee may terminate same.

d) In the event of any dispute under this agreement, it

shall be resolved through binding arbitration in

accordance with the rules of the American

Arbitration Association.

e) This constitutes the entire agreement between the

parties.

Any modification must be in writing.


7. ADDITIONAL TERMS:

_


Signed under seal this _ day of _, 20_.





______________________________

Company





_____________________________

Employee